Butterflies & Spiders
by magic-spelldust
Summary: New York City is where dreams come true. It also seems to be the optimal place for superheroes and villains to take those dreams and tear them into tiny scraps. Lonely Broadway star Rachel finds hope in the likes of Spider-Man, while devastated Peter Parker finds Miss Berry utterly annoying... So why can't he seem to stay away from her? M for violence. Peter/Rachel. Movieverse.
1. The Final Show

**Hey guys! So, the last thing I ever thought I'd write is a Spider-Man/Glee crossover fanfiction (I mean **_**seriously, **_**weird combo much?). Yet here we are! This first chapter isn't very exciting, but I promise, it **_**will**_** get better. I'm just trying to blend the two universes and set up the story a bit. I should also note that I haven't seen **_**The Amazing Spider-Man 2**_** yet, so this takes place after the first one, but a few months after the end of the movie. I've taken the liberty of adding a few characters that didn't make it in the first movie, and have decided to use their comic book personalities (from what I've researched). Please please please read on and review! Even just to tell me to update! Any form of encouragement is much appreciated!**

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**Aleatory, n.:** relying on chance or an uncontrolled element in the details of life or in the creation of art. (via other-wordly on Tumblr)

(-)

Well, this was certainly annoying. How funny it should be that tonight, of all nights, would be the one and only time that Rachel Berry got nervous to perform. Butterflies flickered around in her stomach, and she frowned into her dressing room mirror. She was still in her dressing robes, but at least her _Funny Girl_ wig was on, which was more than she could say for makeup and wardrobe.

Rachel didn't necessarily _need_ people to tell her how great she was (though their love and adoration was very easy for her to accept, and not always modestly). All her life, she never needed validation. It was common knowledge that one day she would end up where she was now: Broadway. No one needed to tell her how she was a supernova of a star whose light could not be contained, whose light would sooner burst into the seams of everyone's hearts when they heard her sing.

But she had been reading those _stupid_ blogs. Ten in every hundred was made in the Broadway blogosphere just to tear her down. While that sounded like a very small amount, when she considered there were hundreds of thousands of blogs, with thousands of comments, she seemed to have established quite the hate club. Her success was quite aleatory, coming down to what the fans thought about her.

A knock came at her door, and it broke open. A pair of light blue eyes that shined brightly smiled back at her.

"Kurt, I don't think I can do this," said Rachel dramatically. She pointed at the white smart phone in her left hand. "A new blog entry was just posted. They're saying really nasty things about my short, stubby legs and giant nose! And my acting, and-"

Kurt Hummel's eyes widened, everything about his face reading, _Oh, no, another meltdown_, and he shut the dressing room door behind him. He quickly gained his composure and put forward his best supportive friend routine. After all, he seemed to be the only one of her friends that was free often enough to come support her every night. Blaine, Kurt's boyfriend, had his thing with June Dolloway, who was helping him jump start his career, and she took up most of his time. Mercedes and Santana were off making their duet album, and Sam wasn't one to hang out at Broadway musicals alone. "Rachel, come on. Are you kidding me? We've been through this like ten times. Remember opening night? You were freaking out over nothing. The critic loved you, and so did everyone else."

"Except Sue and that creep that stole your robe," Rachel said, a look of disgust morphing her cute features.

"Don't remind me," Kurt shuddered. "I had to let him keep it. I almost gave him the couch, too."

Rachel laughed, and even that sounded musical. "If we'd done that, we would have had to give him the whole apartment."

"Who knows, maybe that was Sue's plan all along," Kurt said, oddly amused. His face became serious after that, and he grabbed hold of Rachel's phone and slipped it into the back pocket of his designer skinny jeans. He took hold of her small yet graceful hands, which were almost as soft as his own, he thought absently. "Listen to me, Rachel. You're going to go up there and be amazing, just like every other night. Why are you so nervous? This is your last show. You can do this."

Rachel looked down for a moment, biting her lip, and then she met his eyes. He was standing, so she had to look high up, but Kurt got the feeling that her big brown eyes darted higher than him for an instant. He could see her eyes beginning to well up and immediately retreated, pulling out a handkerchief from his blazer. Rachel took it gratefully, turning back to the mirror to stare at her reflection. Seeing herself in Fanny's wig only made her want to cry harder.

"It's just that… I mean, I know he's always with us in spirit, Kurt, but Finn will never get to see me be Fanny," she said, keeping her explanation brief. She sniffled and brought his handkerchief to her eyes, dabbing them periodically. "I know it's silly, but he always said he wouldn't miss a show. He promised. He always said he knew it was going to happen, that I'd be a star, and now, it's actually happened, and…"

Kurt started. Finn was his step-brother. If anyone could imagine Rachel's grief, it was him. Kurt had his own dreams of becoming a star one day, and he too had hoped Finn would be there to support him, like Kurt would have been there to support Finn when he eventually became a teacher. "That's what this is about?"

Rachel nodded, suddenly feeling exposed. She would have felt guilty for being so vulnerable if she had done it with anyone other than Finn's brother. She knew he understood. "I have my necklace." She pointed to the dainty gold necklace. Resting between her collarbones, the name _Finn_ was spelled in slightly curvy lettering. "I guess that's as close to him being out there with me that I'm ever going to get." She paused, as if not sure she should even mention it, but decided to go for it. "I haven't taken it off for even one show."

Kurt nodded, rubbing his hand around her back in a circle soothingly. He knew she never took the necklace off. It had become a part of her, like air in her lungs, providing her what she needed to get through her day.

A sudden knock came rapping at her door, and a guy in glasses who carried a brown clipboard peaked his head inside. "Ten minutes, Miss Berry!"

Rachel wiped her eyes once more, with her thumb this time, and nodded into the mirror. She could see the man reflected in it, and he could see her, too. He smiled, adjusted his headset, and waited until he was out of hearing distance before updating the stage crew.

Kurt grabbed her petite frame gently and hugged his friend. "Do you want me to stay? I don't have a ticket, but I could wait in your dressing room." He didn't want to say it, didn't even really want to admit to thinking it, but he was almost glad this was the last _Funny Girl_ show of the year. Rachel was a high maintenance friend to keep, but he loved her regardless. And now that summer was here, NYADA was over for the school year, so she would have more time to relax. She could even come back and work at the diner as a singing waitress with him on days where the theater wasn't planning events around the city for her to attend.

Rachel smiled, let out a short giggle, and said, "I really appreciate the offer, Kurt. You're an amazing friend. Honestly, I don't know what I'd do without you." She stood up, examining her less than fresh face, and frowned. "But no, go be with Blaine. June can't possibly still be hogging him. I know you miss spending time with him."

Kurt stared, watching as she began to apply eyeliner and mascara with a shaky hand. "Do you want me to go grab someone to help you get ready? You only have—" he pulled his phone out of his pocket to look at the time. The LCD screen read 7:51pm. The show started at 8:00pm. "—nine minutes."

"Can you just grab MJ? She's right down the hall. Just tell her—tell her whatever you want. I don't care. We're not exactly friends. In fact, tell her I got a hideous rash or broke my ankle or something— I'm sure she'll come running at the opportunity to see me squirm," Rachel said tersely, sweeping a giant powder brush with peachy blush across her cheekbone.

(-)

He was avoiding this for far too long. That silly musical he had no time to see Mary Jane perform in? Yeah, well, now Peter Parker was going to sit through it. Okay, maybe that was a harsh thing to say about a friend. But MJ wasn't even starring as the lead role, or any notable role, in fact. Some other fresh new break out star was in the limelight, was the one whose face was on buses and benches around the city. But Mary Jane Watson had continued pestering Gwen and Peter about this show ever since opening night. She finally managed to get them tickets. Though, getting the tickets was never the problem. All of the crime needing to be fought took up most of Peter's time. Things were quieter though, now that Dr. Connors and Osborn were locked up.

He wasn't even allowed to _swing_ to the theater, Gwen told him. And he had to dress up! _In a coat and tie_. He shoved his hands in his pocket and felt like a five-year-old on his way to a boring wedding reception. If only a rock had been in his path on the sidewalk; he would kick it. Peter stared down at himself and at his black dress shoes uncomfortably when a gentle, thin arm slid across the inside of his, hooking them together. He glanced sideways at Gwen, the love of his life, and suddenly remembered why he agreed to get all dressed up and sit through a musical in the first place. It definitely wasn't for MJ.

Though they were good friends, Mary Jane told them she had no lines or solos, but that it still meant a lot to her for all of her friends to come see her in the production so they could get used to the idea of coming to see shows where she was the star – in the future, of course. Harry Osborn, Peter's best friend, already saw the show on opening night, and five times after that. This was his seventh time attending _Funny Girl_ on Broadway, which was suitable, Peter thought, considering they were together. And Flash Thompson, an ex-boyfriend of the redheaded girl, had seen the show twice.

"You think you could keep that smile when we see Mary Jane?" Gwen said, raising her eyebrows. They disappeared behind a full blonde fringe. The rest of her hair was tied back into a high ponytail, allowing Peter to admire her pretty face without its golden frame.

"She might think I'm _flirting_ with her," Peter said radically. "It's happened before."

"Oh, my poor Peter," Gwen said, mocking him jokingly. "How dare that gorgeous ginger tell you how handsome and smart you are every time she sees you. Must be pretty rough."

"It is," Peter said dejectedly. Gwen found the flirtation between MJ and Peter to be harmless, not knowing that he used to have a crush on her before he met Gwen. That was back when she would visit her Aunt Anna Watson, who lived next door to Peter and his Aunt May. The two old ladies were always trying to get them together. But beautiful Mary Jane was never the sort of girl to be happy with just one guy in her life, least of all a science nerd like Peter Parker.

Now it seemed the tables had turned, yet it was too late for Peter to be with Mary Jane. He was in love with Gwen – so in love that after months of torture on his and Gwen's hearts, he went back on his word to Gwen's father about staying away from her. It was better for Peter to be around Gwen to look after her (admittedly, he tried to do so anyway from afar, which didn't work very well). Now, the desperate longing for each other in their hearts was satiated.

They continued walking when a black limousine pulled up at the sidewalk. Peter halted, reflexively grabbing Gwen's arm protectively with the hand that wasn't linked with hers. The back door of the limo swung open, and Harry Osborn stepped out with a wide smile on his face.

"Care for a ride?" Harry said, gesturing toward his personal limo. Strange was the idea, Peter thought, how a "personal limo" for any other person to possess was actually ridiculous. But when it came to the son of Norman Osborn, it wasn't strange in the slightest.

"I thought we were meeting at the theater?" Peter said. It was more of a statement than a question.

"We were," said Harry, fastening his hands together in front of him. "I had my driver pull over when I saw you two. Those shoes look uncomfortable, Gwen."

Peter looked down at Gwen's feet. She was wearing black pumps, the plastic water-resistant material shining in the moon and city street lights. Honestly, he barely noticed. Yes, she was slightly taller, he realized. Peter felt like an asshole now, though other things had been on his mind. If he had just swung through the city with Gwen clinging to him, maybe her feet wouldn't have had to suffer. But they were being a "normal" couple tonight; it was Gwen's idea, and it seemed important to her. Peter could respect that; Gwen deserved whatever he had to offer her. Most of the time, it was ditching her to stop criminals and/or Goblins. He cursed under his breath.

"I knew what I was getting myself into when I put them on," said Gwen, shrugging. She heard Peter curse to himself – though, thankfully, Harry hadn't – and squeezed his arm reassuringly with the hand resting on his bicep. She seemed to do a double take, having to stop herself from releasing a quiet gasp. She was slightly startled by the hard muscle of his arm underneath the cotton material. Though they had touched each other before, she had never randomly grabbed his arms and squeezed like that. It reminded Gwen of trying to squeeze a thick metal rod. Gwen knew Peter was physically much stronger than a regular nineteen-year-old, but what she failed to consider was just how much stronger he was. She imagined that punching him would be like punching a stainless steel refrigeration unit. Not exactly something that stole her fancy. A strange comfort came to her, knowing that when he fought the bad guys, he really did have an upper hand, even if they were armed. She shook the thought away quickly before finishing. "It's really nice of you to offer, though, Harry."

Harry looked between the two of them, calculating. "So is that a yes, then?" It was supposed to be a no, which Harry very well knew, but he persisted. He was good at persisting.

Gwen smiled and looked to Peter for confirmation. Peter wondered how a ride in a limousine could possibly pass for normal in Gwen's eyes, but as he thought moments ago, being friends with an Osborn was something of a perk. He seemed hesitant but raised his eyebrows before giving a curt bow of his head, which almost went undetected. Gwen nodded at Harry.

Peter was grateful to have a friend like Harry Osborn, but sometimes, he couldn't shake the arrogance and superiority complex that Harry resonated. Peter guessed he got it from his father. Norman Osborn, founder of OsCorp, had recently caused Spider-Man a lot of grief, which – in turn – caused Peter grief, as well. Osborn was powerful and wealthy, the most influential man in the city. He used his vast resources at OsCorp to make himself "better" after finding the security footage of Peter in the Spider Room. He'd tested serums on himself and invented dangerous weapons (and even a flying hover board, appropriately named the Goblin Glider). But the Green Goblin was in jail… for now. Peter had made sure of it.

The imprisonment of Norman Osborn bothered Harry, even angered him. Harry knew that Spider-Man had something to do with it and liked to pretend his father wasn't mentally unstable. Peter could hardly blame his friend; though Norman wasn't the kind of dad to give warm fuzzies and heartfelt conversations, he was all Harry had left in the world. Except for Mary Jane Watson.

Peter held the door of the limo open and offered a hand to Gwen, which she accepted with another smile. She ducked her head and gripped her plain black clutch purse against her ribcage, which held both of their Broadway tickets. He followed in after her, shooting Harry a look of gratitude for pulling over. Once all three friends were inside the car, Harry offered them drinks, and they chattered and joked the entire way to the theater. The young Osborn mostly laughed at Peter's expense, while Gwen kept trying to change the subject to Mary Jane and how things were going between the two of them.

Peter's ears perked each time Harry spoke of Mary Jane. Even though he was indisputably in love with Gwen Stacy, the part of him that wondered what being with MJ was like craved insight.

"Oh, things are great between us," Harry said, waving it off with a wine-free hand. "She's been preoccupied with the show recently, but the time we spend apart only makes the time we spend together that much more special."

Gwen gave a genuine grin. "Cheese Louise, Harry," she snickered. "I thought she wasn't trying to be serious with anyone right now."

Harry snorted. "She's not. She's been seeing other men. But I like to think I'm her favorite."

"So, are you seeing other women then?" asked Gwen conversationally. Peter looked to Harry, quietly enjoying the back and forth of their exchange. Until—

"Why do you ask, beautiful?" Harry said slowly. He winked and fidgeted in his seat. He took another swig of Pinot Grigio, not bothering to sip slowly. Gwen paused, wide-eyed, and Peter blinked. Clearing his ears, he turned to Harry.

"She's taken, bud," Peter reminded him lightly, giving him a pat on the arm. Harry laughed, raising his glass to the pair of them as if to say _Yes, of course, I was only teasing_, and swallowed more wine. Gwen decided to set her own drink down, suddenly not in the mood to partake in that aspect of the evening. Her hand, now empty, reached for Peter's. She grabbed it affectionately.

"In all seriousness, though," said Harry, leaning forward, "I think I'm going to ask Rachel Berry on a date."

"Isn't that Fanny?" said Gwen, shocked.

"That's the one," Harry smiled. "Wait until you two hear her sing. Don't tell MJ, but she's the reason I keep coming back to see the show."

"She's really that good?" Peter said, reaching his free hand behind his neck to scratch it. His face was distorted with doubt and impending boredom.

"You very well know that I, Harry Osborn, am a cultured young man," began Harry, his voice dripping with sarcasm yet holding every truth. "I enjoy a good Broadway show, and I'm secure enough with my masculinity to admit it. But this girl… you need to hear to believe. The closing number… I can't describe it. Hashtag: I cry every time."

That was when the limo made its final stop right in front of the theater. The three of them filtered out clumsily. Harry thanked the driver and told him to be ready for a text or call at any given moment.

Gwen leaned in to Peter, the two of them walking toward the theater as Harry talked to the driver. "Don't tell Harry, but now I'm kind of excited."

"Don't tell Harry? Don't tell MJ," Peter corrected, chuckling.

"Oh, I know," said Gwen. "The way MJ talks about Rachel Berry… I think she's probably very jealous of her success. They're the same age, from what I heard. I can't imagine how she'd react to Harry going on a date with her."

Peter never really thought about it like that. But it seemed awfully unfair for MJ to potentially hold dating other people against Harry when she was doing just that.

The trio filtered inside with ease. There were only a couple of audience members waiting to be ushered to their seats. It was only minutes before the curtain would reel back, exposing the bright starlet for a final time.

Peter had expected Gwen to love the performance. She was in that sort of moods where her heartstrings were easily pulled. He wasn't anticipating much of a thrill from the show; he certainly hadn't believed Harry when he said he'd need to hear Rachel Berry to believe how amazing she was. Yet Harry had been unequivocally correct. From the moment she opened her mouth, Peter was on the edge of his seat. She made the tiny hairs on the back of his neck stand on end; not the way they did when his spider sense was tingling, but in the same way that goose bumps made his skin feel alive.

Gwen, more than once, turned to share her awestruck face with her one true love. The final number, as Harry mentioned, caught Gwen misty-eyed. This was the last time she looked at her boyfriend throughout the show, and she could have sworn even his eyes were shining in the reflection of the dim stage lights (though she was sure he hadn't actually allowed real tears to form – he was _Spider-Man_, for goodness sake).

It all made sense to him now. Peter understood why this girl's face was underground in the subway station, printed on park benches, posted on flyers that were distributed city-wide.

She really was a star.

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**Thanks so much for reading! Please forgive the boring start! I know it was quite lengthy yet nothing really happened, but the next chapter will be jumping ahead about six months. Action will emerge! I hope you choose to follow for more! Love and light to you all. xo**


	2. Titanium

**Hey guys! Thanks so much for the reads & reviews on the first chapter! It was very much appreciated. Please keep telling me what you think! I'd love some feedback; any and all words of criticism or encouragement are welcome. Hope you decide to keep following along!**

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The early morning air drifting through the screen of Peter's open bedroom window was cool and probably refreshing under normal circumstances. But it woke him up, and he didn't want to leave his bed. Why would he? He yearned for more sleep; it was hard to come by nowadays. The nightmares kept his mind aflutter, kept him from a peaceful night's slumber. He could remember the last time he had a decent night's rest; he could remember when there weren't dark circles under his eyes, like cruel bruises courtesy of the sand man. It was six months ago to this very day: The anniversary of Gwen Stacy's death.

How malicious the universe was, leaving him stuck behind on this plane without the only woman he thought could ever make him feel passion and life and love. It was almost enough to make him give up being Spider-Man. In the end, Peter decided it would be counter-productive and would help no one to give up his superhero lifestyle. So many people would have suffered if he'd gone through with that decision. For the past six months, the city of New York had high crime rates. It wasn't something that Peter could simply ignore.

Sure, he wanted to at first. But isn't time supposed to heal all wounds? Enough of it had passed for him to begin feeling normal again. He could try with all his might, but none of Spider-Man's abilities included lucid dreaming. There was no way for him to turn off the nightmares of the light going out of Gwen's beautiful big eyes.

In every nightmare, things progressed the way that they had in reality up until the part where Peter was supposed to save her. Every corner of his vision was gleaming, slightly blurred and mostly grey-gold. He stood on a bridge, his Spider-Man costume on but his mask off. Gwen was falling; her scream echoed, rebounding off of imaginary walls inside Peter's dreaming mind with nowhere else to go. His legs were moving; he forced himself to run faster, but it was as if he was trying to dart through water. When he finally reached the edge of the bridge, he shot his webbing out at Gwen's descending body, but nothing came out of the web cartridges. He yelled her name, and his eyes gaped down at her with a burning urgency. The two gem-like eyes on her face morphed grotesquely into a pair of glowing yellow Goblin eyes. The maniacal laughter of Norman Osborn reverberated throughout Peter's bones, causing them to ache.

The nightmare ended there each night, and Peter would bolt upright in his bed every time. His body felt stiff, and he broke into a cold sweat, his breathing heavy and irregular. He'd look down at the spot next to him, hoping to wake up in a reality where Gwen was still around, and was disillusioned to remember that she was gone forever.

Rays of sunlight began to filter into Peter's closed eyes, but no matter which direction his body turned, it seemed to sieve into his eyelids, causing them to burn red. He groaned, lifted his sleep-deprived head, and checked his bedside clock. It read 8:09am. He didn't have to talk to Jameson for another two hours, but there was no point in staying in bed that long. With regret, he threw his sheets off and touched his toes to the cold floor. A hot shower, some of Aunt May's cooking, and a tall glass of orange juice would surely prepare him for his day. Or so he hoped.

He shut his bathroom door and immediately turned the shower on. He allowed the steam to creep into his pores, let the water cascade down his body, through his hair and down to his feet… The scent of soap seeped through his skin, which smelled like a mixture of an ocean breeze and the warmth of the sun. When he decided he was clean enough, he shut the water off and climbed out with a towel around his waist. The mirror was fogged up, so he wiped it with a fist, careful not to accidentally break the glass.

The sadness was starting to leave his eyes, he noticed, but not without an enormous effort on his part. Every day without Gwen was a day that he struggled to finish.

"Peter!" called a muffled voice from the hall, ripping his attention away from his reflection. "It's waffle day. Come downstairs and have some breakfast before it gets cold!"

Aunt May was the sweetest woman Peter had ever known. When his Uncle Ben passed away, it was terribly difficult for the pair of them. But now that Gwen was gone, Peter had begun to realize just how big an impact his uncle's death must have had on Aunt May. Losing your significant other was something he wouldn't wish on any of his plentiful enemies, no matter what they had done to him.

"I'll be down in five!" said Peter through the bathroom door _and_ the bedroom door, hoping she'd hear him well.

"All right, dear."

He heard slow, soft footsteps walking away and down the steps. He blinked, rubbed his eyes, and dragged his face down with his hand in exasperation. Maybe orange juice wasn't going to be enough. He told himself to remember to stop for coffee somewhere before he met with the editor of the Daily Bugle.

Getting dressed in a plain grey t-shirt, black jeans, and a hoodie, Peter made sure his costume was on underneath. He headed downstairs to join Aunt May in the kitchen. When she came into view, Peter noticed she had a white towel over her shoulder and was quietly humming as she scrubbed some sauté pans. There were dish soap bubbles sprouting up her forearm.

"Good morning," she said, pointing to the waffles on the center of the table. "I know you have to get to work soon, but I made some breakfast."

Peter wondered if she'd eaten anything. She was probably waiting until after he left, after he was finished eating as much as he wanted. It was just how she was, selfless and motherly.

"Thanks a ton, Aunt May," Peter said gratefully, sitting down. Silverware was already set, so he took a fork and plopped a waffle off the stack and put it on the plate in front of him.

The tiny old television by the table was on, tuned to the news, but it was very quiet. When Peter looked at it, the weatherman was doing his report. He watched idly. Partly cloudy with a mild chance of rain. Good thing he put that hoodie on, he silently mused.

"Peter," begun Aunt May, "I was thinking earlier, after I woke up, about how we never spend time together anymore. I know you're busy with work and classes, but I've been missing you."

He stopped chewing and turned his eyes to his aunt. She had just finished rinsing a dish when she stopped talking. Drying her hands on the white towel, she turned to him and continued. "It would be lovely if we could go out to lunch today, just me and you. There's this diner—the servers skate and perform. They sing and dance. I think it would be fun. If you could meet me there after your meeting with Jameson, we could have a nice afternoon. Together. What do you think?"

He_ thought_ he didn't want to get caught in the middle of some musical number straight out of _The Sound of Music _while he ate a Reuben and fries. But his aunt was right. It occurred to him that she was feeling lonely. When Gwen died, he all but shut her out of his life. Once, they'd been so close. Now, he felt like he was always coming or going and seeing her in passing. He frowned, a bit ashamed by his own thoughts. What did it matter where they spent time together? She needed him, and he wanted to be there for her, whether it was at some cheesy diner or elsewhere. He smiled up at her through a glass of orange juice.

"It would be an honor, Ms. Parker," said Peter impishly. She took him by the shoulders, her hands no longer soapy, and gave him a few gentle pats. She grinned from ear to ear, pleased by his enthusiasm.

But something about the way her eyes weren't smiling with her gave Peter a snaking suspicion that this lunch in the city wasn't all about quality aunt and nephew time. He put the thought in the back of his brain when he heard the word "catastrophe" on the news. He fumbled to grab the remote, turning the volume up to better hear the reporter, who was live on the scene.

"…leaves citizens wondering where Spider-Man has been all morning," broadcasted the man matter-of-factly, holding two fingers to an earpiece with another hand on the microphone. Well that wasn't fair. Spider-Man couldn't be everywhere all the time. "Here outside Empire State University, witnesses report no red and blue sightings of the masked vigilante. Four people have been mildly injured by what appeared to be a bluish green animal running upright on two legs. The creature seems to have vanished, but there's no telling when it will return to wreak more havoc. All classes have been cancelled for the day—"

Aunt May put a hand over her mouth, startled by the man's words. She heard a clanking noise, which turned out to be Peter's fork hitting his plate, and jumped slightly where she stood.

"Oh, Peter, this happened on _campus_," she began frantically. She took a seat just as Peter stood up from his. "Where are you going?"

"I've gotta get to work, Aunt May," he claimed, though May knew he had an hour and a half until J.J. Jameson would meet with him.

"Peter, be careful out there!" she said in a protective yet demanding tone.

He grabbed his book bag and camera. Of course, he wasn't going to meet with Jameson. He was going to swing to campus to investigate. It wasn't every day some new freak was spied roaming around the streets, especially not some teal atrocity, where he went to school. He reached for the side door of the apartment, the one that was connected to the kitchen, and called back to her. "Aren't I always?" He flashed a sheepish grin, knowing full well how many times his aunt caught him bruised and beaten, not knowing how or why it was happening. There were only so many skateboarding accidents and college bullies he could pin it on before she grew suspicious. He admitted to himself that "college bullies" was one of the worst excuses he could come up with. But if a real danger was out there, he didn't want Aunt May walking through the city by herself. "Stay inside today, Aunt May. I'll pick you up after class and we can go to that diner together. I don't like the idea of you being out there alone."

Before she could say anything, he broke away, shutting the door behind him. She sat there, stunned by the news and the idea that she wouldn't be safe outside of her home.

(-)

_Ding, ding!_

Rachel Berry stood at the service window in the Spotlight Diner, picking up food for table 23. She resisted the urge to spit in their food. The woman had been less than friendly toward her. In fact, she had been downright rude. But classy people didn't tamper with people's food, she reminded herself. She'd leave that to Santana, who wasn't working this shift with her. At least she had Kurt to complain to.

"She insulted me, Kurt, I'm telling you," Rachel whispered as he glided up to her on roller skates. "Am I ever going to live this whole diva thing down?"

"Well," Kurt began hesitantly, helping her carry food to the four-top, "You did go audition for a television show while you had a binding contract with the producers on Broadway—"

They reached the table, and the woman with grey-brown hair who had affronted Rachel gave her a scowl. She set a hot plate with a cheeseburger and curly fries in front of her, doing her best to smile despite the part of her that wanted to strangle the woman's neck senselessly. "There you go! Can I get you anything else before you dig in?" A very false sweetness coated Rachel's voice, but it was the best she could muster.

The whole table shook their heads, awkwardly waiting for Rachel and Kurt to leave before starting to eat.

"All right, I'll be back over in a few to check on you. Enjoy!"

As they began to skate away, she heard the woman cough into her hand and say, "Diva!" She squeezed her eyes shut and bit her lip, fighting the urge to turn around and tell her off. How could this crazy woman even begin to understand Rachel's reasons for what she did? Opportunities to be a television star weren't falling into her lap. Well, not until now, anyway. But she had learned her lesson – no one wanted to work with someone who wasn't fully committed to their project. And whether she meant to or not, Rachel had come off that way. Her reputation, regardless of the efforts she went to to found an animal charity months ago, was hanging in the balance.

She overheard the table talking about her, and when she looked at Kurt, he shook his head, advising her not to pay attention to their babbling. He didn't want to have to talk her out of believing any of the words they spoke. But Rachel couldn't help it. In hardly muffled voices, they gossiped about her plainly.

"I don't understand what anyone could see in her," said the rude woman. The table chewed and nodded in agreement with her. They looked to be family. "She's a fraud. She doesn't care about the animals. She cares about her reputation. If I had been her boss, I would have fired her on the spot for auditioning for that TV show."

Rage boiled inside of Rachel's veins, making her blood course through her like a molten river, but she let it go. She only had to get through another hour and her shift would be over. Thankfully. In all honestly, she wouldn't still work at the Diner, but it was decent pay. People tipped more than one would think to hear her sing, especially since she was an acclaimed Broadway star. But it wasn't all about the money, of course. It had become part of her routine, serving up food and smiles and songs, and less of a necessity. She still had a pretty penny from her work as Fanny Brice.

"Hey, a two-top just walked in. Think you can take them? I already have five tables, and most of them haven't gotten their food yet," Kurt begged, giving Rachel big blue puppy dog eyes. "Please?"

Rachel smiled, rolling her eyes. "Okay, fine. But if they're anything like my four-top, you owe me big time."

Kurt gave her a look as if to sarcastically say, _Really?_ She couldn't do him one favor without it hanging over his head? But he shook it off, agreeing to her condition. "Fine. Whatever you say." He almost ended his sentence with the word "diva" but wisely decided against it. He fancied all of his limbs and wanted none of them broken.

The two people, one of them a young man around Rachel and Kurt's age and the other an elderly woman, walked in and looked the diner up and down. They noticed the stage to the far left, all the special effects lighting overhead, and the funky fifties vibe that the décor emanated. The servers all donned bright red uniforms with white detailing. A few of them wore vintage-inspired hair and makeup, but Rachel approached them with her modern look, save for her uniform.

"Hi, table for two?" she said with a grin on her face. She eyed the woman as she wiped a stray strand of charcoal colored hair out of her face, and the young man beside her rested his hand on her lower back fondly.

"Yes, please," she said, smiling up at the boy beside her.

Rachel grabbed two laminated menus, marked a seating chart, and gave the pair a knowing look. "You two have never dined here before, have you?" she said, judging based upon their awestruck expressions. She set the dry erase marker back on the hostess stand and asked them to follow her to their table. When they got there, she set the menus down, one on each side of the booth, and stood back as she waited for them to take their seats. "My name's Rachel; I'll be taking care of you. Since you've never been here, I'd love to let you know that we have a soup and salad special today. Unlimited New England clam chowder and house salad with a freshly baked breadstick for $8.99," she said energetically, delivering the lunch special as if speaking her lines on stage. The two of them stared at the drinks on the menu, noticing the breakfast options were served all day. "Can I start you off with something to drink? Coffee, soda, juice, maybe one of our extra thick specialty milkshakes?"

When Rachel was finished talking, she noticed the boy had a vintage film camera beside him. For a horror-striking moment, she thought she had encountered the paparazzi. The back of the device was showing, and in block letters, it read PROPERTY OF PETER PARKER. The name sounded familiar, like she had read it somewhere recently. His voice broke her out of her thought process.

"I think I'd like a root beer float," said the boy (Peter, she presumed). "I haven't had one in ages."

"Great," said Rachel cheerfully, not bothering to jot the order down. She knew she could remember two people's orders; she remembered the entire script of _Funny Girl_, after all. A lunch order was nothing in comparison. "And for you, ma'am?"

"I think I'd like a water with lemon," said the lady politely, still reading through the menu. She was squinting, so Rachel told them she'd be back with the drinks but to call her over if they had any questions about the menu.

She skated off to grab their drinks, racking her brains to try to figure out where she'd read Peter Parker's name.

(-)

He thought she looked and sounded familiar. Hearing her say her name was confirmation. Peter was debating whether or not it was _the_ Rachel, Rachel _Berry_, the one he'd seen perform as Fanny on Broadway so many months ago. She looked different in her serving uniform, without the short, brown-haired wig with bangs or vintage dresses. In the soft daytime lighting of the diner, he was close enough to see her eyes shine a chocolate brown, to see the ombre color effect of her real hair, which was tied back. Loose beachy curls escaped her hair tie, framing the edge of her tanned face. There was a pink flush about her cheeks, and her long dark lashes nearly fell across them when she looked down to place a song request card on the end of their table. She was more beautiful up close than with harsh stage lights hitting her from above, washing her out.

He wondered vaguely what she was doing working here when surely she'd had a window of opportunities open to her in the show business. Peter thought of MJ and how envious she was. He thought of how Harry had caught Rachel Berry after the final show as Mary Jane watched in silent horror. The starlet knew who Harry Osborn was – the tower with his father's name on it was hard to miss when you stepped outside – and seemed to want nothing to do with it. It couldn't have had anything to do with the fact that Harry smelled of alcohol, Peter pondered slyly. After that incident, MJ had agreed to date Harry exclusively.

It occurred to Peter that he shouldn't have time to be thinking about such trivial matters when some mutant freak was hiding somewhere in the city. Since classes were cancelled, before and after he gave Jameson some new shots of Spider-Man, he headed over to E.S.U. in his costume and mask to investigate. He hadn't found anything out of the ordinary, except for a bent fire hydrant that was haphazardly spewing splashes of water up into the air. Whatever had knocked into it had to have been strong, he noted. There were never any weak mystery creatures roaming the city. He sighed, and Aunt May caught him doing so.

"What's wrong?" she asked, curiously reading the menu over still.

"Oh, nothing," he said, thinking of an excuse. "I just… don't know what to get."

She peered up at him over the menu and set it down on the smooth tabletop. "I think I'm going to go with the soup and salad special."

He nodded at her, biting the inside of his cheek and squinting his eyes over the other lunch items. Maybe he _should_ get a Reuben. All he would need to make his vision come to life was a musical number and a red and white mob of dancing servers to swarm around the diner. Peter began to wonder why his aunt thought he would enjoy it here. It was the type of place that he and Gwen might have gone so that they could laugh and joke about the concept. He knew it was going to come out sooner or later, so Peter cut to the chase.

"Aunt May, why did you bring me here?" He was resigned to look at her directly, and bashfully, he raised his eyes to meet hers.

"I was going to at least wait until after we had our food to get all serious," she said, surprising him. She folded her menu back up and set it down in front of her. "I have to tell you something, but it can wait. I don't want it to sully our meal."

Peter was about to argue that it, in fact, could not wait, and that she needed to tell him what was going on. But a loud shriek stopped him. His eyes zoomed in on the direction of the shrill scream. It was Berry, dripping wet with sticky soft drink. She was digging what must have been an ice cube out of her bra.

"Clumsy much?" Peter overheard a middle-aged woman say. Rachel was standing with her mouth agape right by the woman's table.

"You did that on purpose!" she finally said, her voice cracking uncharacteristically.

Okay, not the approach Peter would have taken, but then again, he actually needed a source of income.

"Why don't you sing about it?" said the woman rudely, sneering wickedly. "Just do me a favor. Wait 'til I'm gone."

Peter had to admit, that was a bit funny. But rude nonetheless. He put his menu down, sat on the edge of his seat, and watched. Aunt May looked horrified. "That's our waitress. That woman is being so spiteful."

A pale, doll-like waiter skated over to Rachel, blotting the soda off of her face and arms with a handful of napkins. Peter heard him say, in a suitably high-pitched voice, "She's not going to get off that easy. Come on; I know just the song, Rachel."

He whispered in her ear, and she nodded slowly. A smile sprouted on her face, and the woman who was terrorizing her folded her arms across her chest in defeat. Out of nowhere, the jukebox in the corner of the room started up, and an acoustic karaoke version of a popular David Guetta song rung across the Spotlight Diner. There were a few cheers and claps of encouragement from the guests filling the restaurant, waiting happily for Rachel to start singing.

This was it, Peter decided. Here he was, hungry, and his waitress was about to burst into song like something out of his dreadful vision. He wanted to tune it out, but the music and starlet's singing was so loud, it was hardly possible. So instead, he turned his attention to the stage, where Rachel Berry tapped the microphone.

Hmm, at least there wouldn't be dancing then.

Lyrics were pouring out of her mouth effortlessly, her voice crisp and clear, a high soprano that wasn't even struggling with the lower notes. The pre-chorus approached, and her vibrato soared throughout the diner hauntingly.

"_I'm bulletproof,_

_Nothing to lose._

_Fire away, fire away._

_Ricochet, you take your aim,_

_Fire away, fire away._

_You shoot me down, but I won't fall._

_I am titanium._

_You shoot me down, but I won't fall._

_I am titanium_."

The last word of the chorus sounded brightly throughout the diner. It was the perfect high note, held out passionately. Calls from the audience cheered the girl on, _woo!_-ing and _oww!_-ing.

When the song ended a few minutes later, Aunt May looked to Peter incredulously. "My, she has quite the voice, doesn't she? She ought to be on Broadway."

Peter chuckled lightly, informing his aunt that she already had been. Rachel tore herself away from the stage and came up to their table carrying their drinks.

"Sorry about all of the commotion," she said breathlessly, tossing misplaced hair away from her mouth after setting down the root beer float and water. "Have you decided what you'd like to order or do you need more time?"

"You were wonderful, dear," said Aunt May, still wide-eyed. She reached for Rachel's arm. She touched it gently, and Rachel smiled warmly in appreciation. "I haven't tried the food yet, but after that, I know I'll be coming back for more."

Rachel put a hand over her heart, pressed it there, and gave a little bob. Her energy couldn't be contained. "Thank you, that is _so_ sweet."

She looked at Peter then, who could only watch. He may have been Spider-Man, but right now, he was Peter Parker, and Peter Parker was not as good as Spidey with smooth talk. "The Reuben," he blurted, swallowing hard.

She cleared her throat, probably expecting more praise. She seemed slightly perturbed not to have gotten it, unless Peter was simply imagining it. But her smile faded out slowly. "That comes with fries. Is that okay?"

He nodded, folding his menu shut. She still held no pad or pen. She didn't know what to do with her hands, so she smoothed over her white apron nervously. "And for you?" She turned to Aunt May, and she told her she'd like the special. "I'll put that right in for you."

Peter took the paper off his straw and put it in his drink, sipping quickly, savoring the creamy taste of his root beer float. Rachel walked away before he could say how beautiful she sounded. He should have made the attempt when Aunt May did. He wasn't just trying to be nice; the song really stuck with him. He wasn't particularly a fan of mainstream music, but when she sang it, it felt personal. He could relate to it – Spider-Man could relate to it. She had meant it metaphorically – her emotions were bulletproof; some hate club member couldn't tarnish her armor. Peter knew the feeling of being both loved and hated by the public as he made his way further into the spotlight. There were people like Harry and Jameson that thought Spider-Man was a masked menace that needed to be put to an end. And then there had been people like Gwen, even Mary Jane, both of whom knew that he was good without the shadow of a doubt. He clung to the idea that he was well liked because if he didn't, it would make being Spider-Man painstaking. Briefly, he wondered what his waitress thought about Spider-Man, and he wasn't really sure why he cared.

"So tell me what's on your mind," he said, changing the subject back to Aunt May's troubles. "And spare me the sullying our meal speech, I beg you."

Her tired eyes looked sadly at him. "I don't like to worry you, Peter. I try to do what I can to protect you from my problems."

"Aunt May," he began impatiently, prodding her to get to the point.

She sighed. "It's nothing. I just… I've been having some trouble paying a few bills, is all. I just wanted you to know because I don't like keeping secrets from you."

He felt a tinge of pain suffocate him for a second. He remembered her telling him that secrets weren't free; they always had a price. He was keeping a giant one from her; he didn't particularly enjoy it, but it was for her own good. He was protecting her. And yet, she could still open up to him, even though she suspected he was leading some type of double life.

The reality of what she said weighed on him, pressing him more firmly to his seat. His face was frozen, immobile, making it easier for his aunt to study his expression closely.

"Don't worry about it, Peter," she insisted. "I'll think of something."

His jaw was set as he stared out the window. He was trying to use his money from the Daily Bugle and all of his Spider-Man photos for college tuition, books, and hopefully save up for a means of transportation. But it was time to stop being selfish. He could tell Aunt May was in deeper trouble than she was letting on.

"No, you won't," he said steadily. "I'll help you. I have a job. I'll just have to take more pictures of Spider-Man. The money is going straight to your pocket. It's decided."

"It most certainly is _not_," she said, anger rising up. "That is _your_ money, Peter. You need to keep it. You need it. Please."

He pulled out five hundred dollars and set it on the table. "This is what Jameson gave me today." He looked around the diner, making sure no one was watching him flaunt so much money. "It's yours now." He slid the five $100 bills across to her. "No takesies backsies."

The proud woman sitting across from him set her jaw the same way Peter had. Then she smacked her lips, speechless. "All right. On one condition: I'm buying lunch."

Peter grinned, and their food came out ten minutes later.

"The soup and salad," Rachel said, placing food in front of May. She turned to Peter and placed the corned beef sandwich in front of him. It smelled good. "And the Reuben. Can I get you two anything else?"

"Another water with lemon would be lovely," said Aunt May, eyes gleaming up at Rachel. She smiled back politely.

"Of course." She took the empty glass and turned halfway around, but she spun back to face Peter in a split second's decision. "I'm sorry, but do I know you?"

He was stunned. He didn't know what to say to that. How could she know him?

"I couldn't help but notice your beautiful camera," she admitted. "Peter Parker? Where have I heard your name?"

He raised his eyebrows and shrugged. "Well, I take photos for the Daily Bugle. Maybe it was printed underneath—"

"Oh my GOD," she shrieked, realization hitting her. "You're Spider-Man's personal photographer! I knew your name sounded familiar." She paused, awestruck. "Your photos are so full of life. You really capture his essence. Are you close with him?"

He wasn't expecting anyone, let alone someone famous, to find his work so inspirational. She probably just wanted to know if he could hook her up with Spider-Man. Spidey was much more popular with the opposite sex than he was. "Um, well, you could say that." He smirked for a moment before going wide-eyed at another shriek of excitement.

"Wow. Well, tell him if he ever wants an autograph, I'll show him mine if he shows me his," purred Rachel before winking at him. She told them to enjoy their food and sauntered away, smiling radiantly. It was an amusing sight – there was still soda in her hair, making it glob together unattractively. But her spirit was undeniable. Peter could tell she was a firecracker. Her talent masked her tendency to be overbearing and egotistical.

All he could do was shake his head and try desperately not to get sucked up into her self-absorption. What would Spider-Man do with a Rachel Berry autograph? Put it in his collection alongside Barbra Streisand and Judy Garland? Hardly. And why would Spider-Man hang around a Broadway star when there were lives to save from mystifying bluish green monsters? He knew how having a special someone would turn out. In the end, he'd get her killed somehow just by affiliation.

Peter shoved a fry into his mouth, suddenly more miserable than he'd been when he talked to Jameson, who was always such a _peach_. That was really saying something.

(-)

**Thanks for reading! Sorry about the last chapter; my little bars didn't transfer over to separate the point of view shifts. When you see a (-) that's what that means. It's the only symbol I've tried that will work. Anyway, please please pleaseee leave a review! And if you haven't followed already, please follow the story for updates! Let me know what you thought… All feedback is welcome. Love & light to you. xo**


	3. The Lighthouse in the Cemetery

**Thank you guys so much for the reviews on the last chapter! It really means a lot to me that you took the time out of your life to read & review this story. I know Peter/Rachel stories don't have a very large audience; so really, any feedback at all is totally welcome and appreciated. I finally watched TASM2, but please know that I will still be continuing on as if I hadn't, and the plot of that movie will not have any effect on the plot of this story. I hope you continue reading & reviewing! Enjoy!**

(-)

Every night, Rachel would light a candle in his honor, and the lonely flame would dance gracefully alongside a framed photograph of Finn and her. It was that time again: time to pay her respects. It had been months since she had the time to mourn. Honestly, she tried to visit as often as she could, but the cemetery wasn't exactly along her daily path. Now, on her day off, the sight of tombstones all lined up in neat rows made Rachel's eyes sting, coupled with the midday sun reflecting off of pale, sparkling snow. They had been lucky in the past few weeks; it was unseasonably warm and even rainy, but the snow finally arrived.

Though Finn Hudson wasn't buried in this particular cemetery, she could hardly fly to Lima with work and those publicity events she had agreed to attend. Not to mention, a new semester at NYADA would be starting in a week. A graveyard seemed to be the right place to go to lament her lost love, even if she couldn't be at _his_ graveyard. This one had almost become more important than the real cemetery where his body was buried simply for the reason that she kept returning to it in his honor. She looked to the sky, imagining his face smiling down at her. All that was really there was a sky without clouds, full of never-ending light grey vastness. Grabbing the yarn cap on her head when a brief gust of chilly wind came blowing, she took a seat under her favorite little tree on the entire property.

She snuggled against her red wool coat, tightening it around her body. The tree she sat under had low-hanging branches, bare of all leaves in the January weather, and she'd just dodged one of them before it hit her face on the way down. Staring up at the branches, she couldn't help but smile. They were still there: the glittering silver ornaments she bought at a Christmas store. They were all from the same set; each ornament looked the same but had a unique design that differed slightly from each other. Rachel had been bringing one ornament every time she visited the cemetery. Each one hanging on the tree (which she guessed was an apple blossom) had the date she visited written on them in black Sharpie. Christmas had been Finn's favorite holiday. Despite being raised Jewish, the holiday held special meaning to her by association.

Her butt was wet, and soon it would be numb. But she didn't care if she had to walk home with a damp backside – it was a peaceful place, quiet and void of distractions. It was far away from speeding cars and honking taxis; away from skyscrapers that, when she looked up at them, made her feel tiny and insignificant; away from the bustling of bodies, the rings of cell phones and all other technology that the human race treasured so dearly; and away from the concrete jungle and all the other things that inhabited it. Here and now, Rachel could be alone with the fond but painful memory of Finn.

She pulled her phone out of her jacket pocket and unwound the wire of her headphones from around it. She went into her music library and clicked on the playlist titled _Finn's Favorites_. A song by Boston began playing on a medium volume through the ear buds, and Rachel allowed a silent tear to form at the inner corner of eye. It was less of a pain-born tear and more like the kind of waterworks that one might display when they remembered something happily. Or maybe Rachel was just a cocktail of emotions whenever she sat under this tree and listened to these songs. Maybe she had no clue what she was feeling, only that she wanted to hold on to it for some reason.

As the song neared its end, she pulled a tissue-wrapped object from her purse. Dazzling in the sunlight, the newest ornament read the date **1-14** between two red, hand-drawn hearts. It had a string, not a metal hook, and it was a shiny white color. She could fit only three fingers in the hole of the ribbon, so she rolled it around in her palm. Aluminum-colored glitter dusted her fingertips as she studied it.

Real tears spilled over the corners of her eyes now, but she chuckled rather than sobbed. She imagined him dancing around a Christmas tree as he attached colorful lights, which really was a sight to behold because his dancing skills had barely existed. He had held up mistletoe high above her head and leaned in to kiss her lips softly, gently, lingering there to savor the moment.

Rachel pressed her eyes shut, forcing the rest of the salty tears down her cheeks and along the bridge of her nose. She wiped them away with a glittery hand, having forgotten in the heat of the moment (which was actually the song that started playing next) that her fingers were sparkling silver.

She turned the volume up on her music player. The song by Asia blasted in her ears now. _Do you remember when we used to dance, and incidence arose from circumstance? One thing led to another, we were young; and we would scream together songs unsung…_

She thought of all the songs she would never get to sing with him, and her heart twisted and contorted. It got a bit harder to breathe, and the cold air wasn't doing her any favors. She released tiny little weeps, sporadic bursts of sobs that got caught in her throat, but her eyes were dry now. All of the shakes her body made as she cried quietly to herself made one of her ear buds fall out, which was when she heard a twig snap behind her.

She spun around on the ground, her heart leaping out of her chest in bewilderment, and she froze. There was nothing there. Did she imagine it? She shook loose all of her tension and stood just before hanging the ornament on a higher branch. She took in a trembling breath and released it slowly. She rubbed a finger under her icicle of a nose, not knowing if it was snot or a tear that had yet to dry but finding both options quite disgusting. She frowned and began to climb the tree, figuring she'd have a better view of potential threats if she wasn't freezing in the snow. She just couldn't shake the feeling that she was being watched.

That was when she spotted him – a boy with a camera, zoomed in on her face when she turned around. She leaped out of the short tree, easily landing in a graceful twirl, and ran to approach the guy about his motives with her picture.

"Hold it!" she called after him, but there was no need. He stood still, took his hands away from his camera, and put his hands in his pockets, waiting. As she got closer, she realized it was the guy from the Spotlight Diner, Spider-Man's personal photographer. She remembered him from about a month ago when he ate there with an older woman. It took her a moment to recall his name, but it came to her. "Peter? What the hell?" She was surprised and a little bit peeved. She didn't peg the boy as the paparazzi type. "Are you stalking me?"

His face, which had been as blank as a new role of film, suddenly turned amused. He let out a small laugh, not because he thought she was funny but because he thought she was crazy, and that's just what people did when they heard crazy things being said. "Uh, no, not quite," he said. She could hear the smile in his voice. His eyes squinted as he watched her, mouth open as if he was using it to breathe, waiting patiently to hear what she had to say next.

Rachel stared, doing her best to ignore the part of her that said his timidity was adorable, and focused on the million questions running through her head. Was it money he wanted? "Thought you could make a quick couple of bucks selling pictures of Rachel Berry crying alone in a cemetery to some local newspaper, or worse, some horrible online magazine?" she fumed, speaking very fast. Her wide brown eyes flew to the camera strapped around his neck. "Fine. How much do you want for that role of film? A hundred? Two fifty?"

"I don't want money." His smile died away, and his expression grew serious. "You were crying? Why?" Peter immediately wished he could take back such a stupid question. It was a cemetery; people cried. It was normal. He was usually smarter than this.

"You expect me to believe you don't have a bunch of shots of that on there?" she said, ignoring his question. She pointed at his camera with a numb finger. Seriously, what was he even playing at? "Please, just… please."

Peter's face softened. It was a fresh role of film that he was planning to use to take new pictures of Spider-Man with, but Rachel seemed really distraught. He only snapped two photos of her: one with her on the ground, her back turned slightly toward him, rolling something shiny around in her hand; and the other of her climbing the tree with her eyes on the trunk, arms reaching up in opposite directions for leverage.

He sighed, regret already bubbling up like two chemicals reacting in a beaker at what he was about to do. His fingers trailed the back of the camera, finding the opening where the film cartridge was inserted. He extracted it and tossed it slowly to her. She caught it, barely, and dropped it into the snow like it was on fire. She kicked the powdery white matter over it, hoping to ruin every frame. Peter knew her plan would work.

"You're a little touchy, aren't you?" he said hesitantly, reloading his camera with a spare role of film from his coat pocket. Such a waste, he thought, having only taken two photos with the other role. He still wasn't sure why he was trying to keep this one annoying girl happy, not sure why he did what he did, but she seemed to be cooling down.

"I should be allowed to mourn in peace," she said bitterly, folding her arms across her chest. "You people are relentless sometimes."

Peter paused, gazing at her after looking down at his camera, and raised his eyebrows. He was still curious as to what or who she was mourning. She hadn't even been near a headstone. "I'm not one of those people. I just came by to drop something off."

That was when Rachel noticed a single white rose sticking out of his pocket, its pallid petals contrasting heavily against his black jacket. His arm had been covering it before.

Oh, great. Now Rachel felt completely idiotic. He was here for the same reason she was, or at least partially. "Oh," she said meekly. "Well, don't let me stop you."

"I wasn't going to," he said defiantly, hoping he could soon sneak past her to visit Gwen Stacy's resting place. He began walking slowly, hands in the air innocently, showing Rachel just how ridiculous she was being.

"Wait," Rachel began. Peter scrunched his face up and let his legs stop moving. He'd been so close to getting away from her. "If you weren't here because of me, why were you taking my picture?"

Peter sighed. He'd hoped to avoid answering this, though it was really quite simple. He decided to tell her the truth. "I don't know," he started. "I guess the ornaments just caught my eye. I've never seen anything like that. And you were hard to miss in that color," he pointed to the red coat she donned, "in a sea of white. It was candid and real. Then you climbed the tree and— I guess it was kind of pretty with all the headstones behind you. Like poetry in a photograph." He felt the need to clarify his intentions now. "I wasn't going to sell them."

She gazed up at his big brown eyes, framed by dark lashes, and suddenly felt a wave of sadness. Rachel changed the subject, turning the tables. "Who's the rose for?" she said quietly.

He stood with his eyes on the ground and clutched his camera anxiously. "Who are the ornaments for?"

She too stared down at the snow, realizing she may have overstepped a boundary. Neither of them really knew each other; they were perfect strangers, so she felt it best not to answer his question. It was as if they had just asked each other for the other's life story without meaning to. "Forget it," she said, turning on her heels calmly. It was obvious that her tree time was over. She had to go meet Kurt at the apartment anyway; they had lunch plans.

"Wait a sec," said Peter abruptly. Rachel turned to him for a final time, an eyebrow arched expectantly. He cleared his throat and scratched his jaw before shyly saying, "There's snow on your— there's a wet spot, umm—" _Spit it out, Parker_, he thought to himself. He was trying to be gentlemanly, though. He didn't want the real paparazzi to catch Miss Berry with a wet _ass_. He was doing her a favor.

Luckily, she understood what he was referring to. Peter saw the horrified look on Rachel's face before it flashed away quickly. She certainly wasn't expecting him to say that. "I know that," she said, a bit pompous. She suddenly realized he had to have been _looking_ in order to notice; it wasn't that obvious of a wet spot. "See you around, Peter the Perv."

Peter's jaw was set firmly, gaping open. So much for the "gentlemanly" image he was trying to display. If he had been in his Spider-Man costume, he was sure she wouldn't have dismissed his efforts to save her from embarrassment. She sure as hell wouldn't have come up with a nickname like that.

Now seemed like a bad time to mention she had silver glitter all over her face.

He watched in aggravation as Rachel Berry walked toward the cemetery gates. He just stood there next to her decorated tree.

The white rose was placed upright against the grave right by the tree. Little did Rachel know, her tree was hovering right above Gwen's headstone like a unique beacon to draw him in whenever he visited. Like a lighthouse to guide him safely to shore. But he wasn't about to tell Miss Broadway Brat any of that.

(-)

Was it weird for Spider-Man to be wearing a beanie and a back pack? _Screw it_, Peter thought. It was winter, and Spider-Man was freezing his webbing off. Slinging from edifice to edifice at high altitudes in the middle of winter wasn't exactly a balmy day at the beach.

Even with the winter chill, he felt comfort and exhilaration in the freedom of the closest thing one could get to being able to fly (unless your name was Clark Kent, but Peter was ninety-five percent sure Kryptonians weren't real). He flung himself into the air, flipping forward with natural ease. His webbing shot onward for a good ten minutes until it reached one of Empire State University's classroom buildings. There were very little students on campus during the remaining week of winter break, but the ones that were hanging around stared up at Spider-Man excitedly. He shot them a few waves and hellos as he swooped a mere foot above the ground and landed right next to a large park fountain whose water was frozen over in the January air.

Hmm, maybe this was too conspicuous. It was out of the ordinary for Spider-Man to be at the University when nothing was going on. Peter looked for an open window to sling himself into so that he may change clothes but found none. Instead, he climbed up a building and ditched his costume on the roof where no one could see him.

_Bit nippy out here_, he thought understatedly. He quickly shrugged a long-sleeved olive green shirt from his back pack over his head, not bothering to take his suit off. On went his jeans, coat, and Vans right before he shoved his gloves, boots, and mask into his bag. Peter patted down his brown hair, but it still appeared ruffled from removing his mask.

He edged his way to the end of the roof, peering down to make sure no one was around or watching. The building was only two stories tall, so he jumped down gracefully and landed effortlessly.

_Ten out of ten! Peter Parker takes the gold! U-S-A, U-S-A, U-S-A!_ he thought to himself, amused. Okay, play time was over. It was time to retrace his steps. Some odd thing was reported running around, hurting people as it trailed through campus. But where had it gone? The incident happened a month ago, yet there were no more sightings of the creature. It didn't add up.

Peter headed to the fire hydrant that got knocked over four weeks prior. When he reached it, he noticed it was repaired as if nothing had happened. He sighed, frowning at the chipped yellow paint coating it. He circled it through the snow, which started to fall down sparsely through the sky above. That was when he saw it: four claw marks jaggedly etched in the paint, side by side. They were long and spaced the way human fingers were. To be sure, Peter put his own hand up to it. It was icy cold, but he could feel the scratchy surface of the paint that claws chipped away. Under the yellow was a rusty brown. He furrowed his eyebrows together, not sure what could have caused such a mark.

"What are you doing, Peter?"

He had been knelt down in front of the short hydrant, his hand on its side. The female voice was coming from behind him. He shot up and spun to meet his gaze to a pair of pretty green eyes.

"Mary Jane," he said, almost pushing imaginary glasses up his nose. "I was just—I dropped something—a pen, I dropped a pen… over there… by the thing…" _Stop talking. Just stop_. "I found it." _Oh god, don't say it, don't-_ "Yay." His cheer came out half-heartedly, and he removed the fist that he shoved into the air unenergetically.

The redhead folded her arms across her chest, arching an eyebrow. "Are you all right?" Mary Jane's eyes held concern. "I haven't heard much from you lately. How are you doing?"

Peter knew that voice. That was the voice that people inherited when they were talking about his loss of Gwen. The one full of pity. When MJ used the voice, it held only compassion.

"I'm hanging in there," he said casually. He couldn't think about these things right now. It was too damn depressing. He was on a cold track, and it wasn't getting much warmer. Literally, too. It made him colder just looking at the white snowflakes dusting Mary Jane's bright red hair. He brushed snow out of his own hair, watching the white stuff fall leisurely from above. "What are you doing on campus?"

"There's a fashion show in a few weeks that's going to feature some of the fashion design majors' clothing. They're putting together the show for a grade," Mary Jane said, surprising him. "They came to one of my acting classes looking for models. I signed up. I was just at a fitting. It's so weird being on campus when no one else is around."

"Yeah," Peter said, looking over his shoulder briefly. "Tell me about it."

"So what are _you_ doing here?" asked MJ, taking a step closer to him. She gave him a warm half-smile. "Don't tell me you're here for the fashion show, too."

He laughed, scratched the back of his head, and said, "No, no, I'm saving myself for a paying gig."

She shook her head, goofy grins on both of their faces. She let a giggle escape. "Is that so?"

Peter licked his lips, shaking his head. He was still smiling. But he had no idea what kind of excuse he could give to MJ; he certainly couldn't tell her the truth about why he was there. He decided it was best to change the subject. "Hey, how's Harry? You two are still together, right?"

Mary Jane's smile fell off her face slowly, like a setting sun, graceful and beautiful. On came the darkness as she turned even paler than she naturally was already. "I'm not speaking to Harry anymore. And please, don't ask me why. I don't really want to talk about it."

Peter figured it must have been something Harry did, something upsetting. He always took special things for granted. Mary Jane Watson was no exception. "Oh, I'm— I'm sorry. I didn't know. I haven't spoken to him recently either."

"That's probably for the best," MJ said bitterly. Peter's eyes flickered up curiously, but he made no comment. He didn't want to upset her any further. Despite the fact that he used to reject her flirtations while he was with Gwen, he really did like Mary Jane as a friend. Maybe as something more someday, but not any time soon.

"I ran into your costar earlier," Peter blurted out. He supposed he was trying to take her mind off of Harry, but he had to admit to himself that he wasn't sure why this was the path he'd chosen to take to do so. "Rachel Berry. There's a character."

Her eyes widened, green enough for Peter to imagine leaves on the bare trees and shrubs surrounding them. "She is," Mary Jane agreed. She motioned for Peter to start walking along with her, so he did. They were headed for the campus entrance, and although he didn't want to leave just yet, he followed beside her. Like an escort. "I mean, don't get me wrong. The girl's talented – I'm not denying that at all. But she never wants to go to the cool parties." Peter refrained from rolling his eyes – he could always count on MJ to find the party scene one of utmost importance. But he listened as she kept talking. "One time I had to help her get ready because she was wasting all of her time _crying_ in her dressing room. Just crying. It was kind of sad." She didn't speak with an air of superiority, but rather, she spoke of the starlet delicately.

"Really," said Peter feebly. His mind wandered back to the cemetery, to when she had been crying with her headphones on, hanging mysterious ornaments on the tree that overlooked Gwen's grave.

"Yeah," Mary Jane said matter-of-factly. "Anyway, where did you run into her?"

Peter bit his tongue, not sure that he should say anything. He trusted Mary Jane, but for some reason, she seemed quite unenthused by Rachel. He wasn't sure he should mention that he caught her in a gigantic cemetery climbing trees and sobbing quietly. He decided to tell a white lie, still questioning his own motives in doing so. "The grocery store," he said, avoiding MJ's piercing gaze. It was a safe answer. Everyone went to the grocery store. "I was getting some eggs and milk for Aunt May." _Way to authenticate it, Parker._

Mary Jane let out a quiet oh as they reached the university entrance. She gripped her messenger bag strap and let out a small sigh. "I should go. I'm—I'm actually meeting Flash for coffee. You remember Flash Thompson? He says he went to school with you. I met him in one of my gen-ed classes last semester."

Peter raised his eyebrows, slightly taken aback. "Ol' Eugene? No kidding." Mary Jane didn't _belong_ to Peter. He knew that. But it still hurt that she was giving someone like Flash the time of day when she probably still looked at him the way she did when he was twelve and she was eleven. He was just the nerdy kid that lived next door to her Aunt Anna, and apparently, that was all he ever _would_ be.

That was okay. He had other priorities anyway. Something with claws and super strength was in the city somewhere, but catching up with MJ was a distraction that he welcomed. It was nice to see her face and hear her voice. But they both had other places they needed to be. "Do you want me to walk you to, uh, the coffee shop, or—"

She smiled at him, pleased at the offer, but shook her head. "It's pretty far from here. I think I'm just going to take a cab."

He nodded timidly yet rapidly, glancing around nervously. She giggled charmingly at his side.

"It was nice catching up with you, Peter. You've still got my number, right? Just call me if you need a friend. I'll be here."

"Sure," Peter replied. "Definitely."

And he wasn't just saying that. Peter was definitely short on friends lately. It seemed like everyone he knew, save for MJ, hated his other half: Spider-Man. His boss, Harry Osborn, certain professors, and even his Aunt May weren't ones to chime in to defend him. It hurt Peter to know that if any of them found out he was the web slinger, the odds wouldn't be in his favor. But it didn't matter, not as long as he inspired hope in even one person's soul. That made it all worth it.

(-)

Rachel stood outside of a local animal shelter. Her agent and on/off friend, Santana Lopez, decided she didn't need to be there because it wasn't _her_ glowing example of a public image that the world needed to be introduced to. Apparently, being in the public eye meant you had to regularly be seen walking dogs without loving homes and playing with abandoned kittens. Actually, thinking about it, there were worse ways that Rachel could be spending her afternoon off.

Usually, in times like these, the young starlet would bring a friend. She had plenty of people to choose from. She all but had to lock Sam out of her car to get him to stay home because ever since Mercedes made him get rid of his dog, he couldn't stop joining her to play with them all. Today, though, she wanted to do this alone. Part of her said it was because she wanted the public to see her as genuine – unclouded by the presence of others – because it was all about the animals and not about the fun. The other part of her said she should be by herself to wean off her dependence of other people. Rachel Berry was an adult; she didn't need any hands to hold.

The Future Rachel said she was making a giant mistake.

Days had passed since her debacle with that photographer at the cemetery. She still got butterflies whenever she thought about it, thought about the way she handled the situation. Confessedly, she could have handled it with more poise. But how was she meant to know that the guy was there for the same reason she was with that huge telephoto lens of his? _Oh, got to go mourn a lost loved one, better bring a camera! Hardly. I guess you never know when you're going to run into Spider-Man_, Rachel thought, satisfied to think of a reason for Peter to be carrying his camera wherever he went. Even cemeteries.

She opened the shelter's front door. The woman at the front desk was away, and nobody else was in the room. Rachel had been to this particular shelter multiple times in the past few months and there had always been someone to greet her. The woman's name was Margaret, and they had developed the habit of kindly asking each other about their lives. Every time Rachel visited, she would learn something new about the woman's kids, house, or otherwise. It became one of her favorite parts about volunteering.

"Hello?" she called out, her Broadway voice ringing clearly toward the back of the building. That was where all the different rooms for the animals were.

She heard nothing, so she walked up to the desk and peered down the hall behind it. "Hello? Margaret? Is anybody here?"

This time, she held her breath to listen. It was eerily quiet. Usually she could hear dogs barking or whining as she stood in the lobby, but not today.

There was a sudden thud, and she heard an agitated grumble a room away. Then came a loud crash; she pictured a metal cart from the veterinary office being thrown into an animal's cage. She covered her mouth with one hand then rested the same hand on her pounding chest. She exhaled the breath she had been holding. It was shaky, like her knees.

"Hello? Is everything all right? I'm coming back there!" It wasn't as though she wasn't allowed in the back; she went to the back rooms all the time. Usually it was customary to sign in first, though.

That was when she saw Margaret behind the desk.

On the floor.

With her eyes closed.

Rachel let out a gasp, panic starting to spread through her in a rush of adrenaline. Her stomach dropped, and she rushed to Margaret's aid.

"Margaret?" Rachel knelt down beside her to gently shake the woman's shoulders. She wasn't moving, so Rachel checked her pulse and breathing. All signs pointed to life, but when she checked her pulse, she felt a tiny prick on the woman's neck.

Margaret had been injected with something. She was drugged.

"Oh my god. Oh my god. Oh my god," Rachel said repeatedly, standing up and backing away. She swiftly pulled her cell phone out of her dress pocket, took her red coat off, and hung it over a guest chair in the lobby. She dialed 911.

She told the man on the phone what was happening, but she was caught off guard in the middle of the phone call when a man she'd never seen before stood at the door behind the front desk. He stared at her darkly.

She bore back in horror. He had a leather briefcase under his arm; he gripped it tightly. She saw the whites of his knuckles, the result of a fist balling up. Blood was dripping from the palm, running down his wrist ominously. His skin was taut over a thin, pallid face, seemingly grayish green in color. His eyes were drooping, and he was either _really_ into having sideburns, or he was naturally very hairy or couldn't be bothered to shave. Rachel couldn't tell, but either way, she thought he looked awful.

"Put… down… the phone," breathed the man, brushing back his untamed dark brown hair. Blood stuck to it, matting it against his scalp. He didn't seem to care. "I don't want to hurt you."

Rachel gently put her phone on the chair that her coat was hanging on, never taking her eyes off the man. She didn't hang up because she was too afraid – she could unclearly make out what the man on the other line was saying, but she assumed it was a bunch of attempts to gain her attention again.

"What's wrong with you? Who are you?" Rachel whispered, taking a few steps back. "What did you do to Margaret? And the animals?"

"I deeply appreciate your concern, but… you ask so many questions," said the hairy man. "Too many." His words came out staggered, but he spoke with an air of sophistication. She felt like he was addressing her the way a teacher would a student. If he hadn't been so obviously dangerous, she might have asked how long she'd have to serve detention for. But now was hardly the time for jokes. And she really wanted to know what this man had been doing in the back room, what was stuffed in that briefcase, what was coursing through poor Margaret's blood… It was like a dream, a situation so surreal that she had to be asleep.

Rachel's eyes stung now. Tears pricked at them despite her will to seem unafraid like a force to reckon with. But she wasn't. She was just a girl, however talented and successful; she was barely twenty years old, so young still, and she was witnessing something inconceivable. The surface of her skin felt like fire against the air as anger boiled up to it. "Whatever you're doing, you won't get away with it."

The man, though sickly he was, managed to get a snicker out before nearly choking on his own saliva. "Oh?" he taunted. He began walking to the front door as sirens wailed outside. The honk of an ambulance was audible, loud and commanding. Police were on their way.

Rachel backed up against the farthest wall from the man. What if he had more of whatever he used to drug Margaret? What if he used it on Rachel? However, he was clearly on his way out, so he had no reason to put Rachel to sleep. Yet he stopped to glance up at her. She cursed herself internally for jumping at his gaze. "And you think _they_ can stop me?" He put a long finger in the air in reference to the NYPD's howling sirens. Rachel's face distorted at the sight of a dirt-colored fingernail, long enough to call a claw. It was probably just as sharp.

_The blood_, she realized. _It's his own. From his fingernails_.

He seemed to be in no position to be cocky, Rachel considered. He looked quite ill. He even _sounded_ like something was ailing him; he had a frog in his throat, so to speak. But now that she was noticing these little things about him, she thought that maybe he was less human than she was. It put fear back in her heart, her bout of bravery ending, just imagining the possibility that he wasn't human.

"No," she replied honestly. Her tone wasn't marred with defeat, though. It held confidence, the way it always did, starting from the day she learned how to talk. "But Spider-Man will."

(-)

**Whaaaaat? Haha. Thank you guys so much for reading! Let me know what you thought? Pretty please? I'd love to hear from you. Any comments are welcome. I hope you have a great weekend. Love & light to you all. xo**


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